OmniForm Form

4-1-00 (Optional Use Date) 9-1-00 (Mandatory Use Date)
INFO-PRO
(800)655-2021
www.infoproforms.com
COMMERCIAL OFFER TO PURCHASE
1 BROKER DRAFTING THIS OFFER ON 2 GENERAL PROVISIONS The Buyer, 3 offers to purchase the Property known as [Street Address] of 4
Page 1 of 5 STRIKE TWO
[DATE] IS (AGENT OF SELLER) (AGENT OF BUYER) (DUAL AGENT)
, County of 5 description, if any, at lines 293 - 297 or attach as an addendum per line 298), on the following terms: 6 PURCHASE PRICE:
, in the , Wisconsin, (Insert additional
). 7 Dollars ($ 8 EARNEST MONEY of $ accompanies this Offer and earnest money of $ 9 will be paid within days of acceptance. 10 THE BALANCE OF PURCHASE PRICE will be paid in cash or equivalent at closing unless otherwise provided below. 11 ADDITIONAL ITEMS INCLUDED IN PURCHASE PRICE: Seller shall include in the purchase price and transfer, free and clear of encum12 brances, all fixtures, as defined at lines 117 - 120 and as may be on the Property on the date of this Offer, unless excluded at lines 15 - 16, and 13 the following additional items: 14 15 ITEMS NOT INCLUDED IN THE PURCHASE PRICE: CAUTION: Address rented fixtures or trade fixtures owned by tenants, if 16 applicable. 17 All personal property included in purchase price will be transferred by bill of sale or 18 ACCEPTANCE Acceptance occurs when all Buyers and Sellers have signed an identical copy of the Offer, including signatures on separate 19 but identical copies of the Offer. CAUTION. Deadlines in the Offer are commonly calculated from acceptance. Consider whether short term 20 deadlines running from acceptance provide adequate time for both binding acceptance and performance. 21 BINDING ACCEPTANCE This Offer is binding upon both Parties only if a copy of the accepted Offer is delivered to Buyer on or before . CAUTION: This Offer may be withdrawn prior to delivery of the accepted Offer. 22 23 DELIVERY OF DOCUMENTS AND WRITTEN NOTICES Unless otherwise stated in this Offer, delivery of documents and written notices
24 to a Party shall be effective only when accomplished by one of the methods specified at lines 25 - 34. 25 (1) By depositing the document or written notice postage or fees prepaid in the U.S. Mail or fees prepaid or charged to an account with a com26 mercial delivery service, addressed either to the Party, or to the Party's recipient for delivery designated at lines 28 or 30 (if any), for delivery to 27 the Party's delivery address at lines 29 or 31. 28 Seller's recipient for delivery (optional): 29 Seller's delivery address: 30 Buyer's recipient for delivery (optional): 31 Buyer's delivery address: 32 (2) By giving the document or written notice personally to the Party or the Party's recipient for delivery if an individual is designated at lines 28 or 3O. 33 (3) By fax transmission of the document or written notice to the following telephone number: 34 Buyer: ( ) Seller: ( ) LEASED PROPERTY If Property is currently leased and lease(s) extends beyond closing, Seller shall assign Seller's rights under said lease(s) 36 and transfer all security deposits and prepaid rents thereunder to Buyer at closing. The terms of the (written) (oral) STRIKE ONE lease(s), if any, 37 are 38 RENTAL WEATHERIZATION This transaction (is) (is not) STRIKE ONE exempt from State of Wisconsin Rental Weatherization Standards 35
39 (Wisconsin Administrative Code, Comm 67). If not exempt, (Buyer) (Seller) STRIKE ONE will be responsible for compliance, including all costs. 40 If Seller is responsible for compliance, Seller shall provide a Certificate of Compliance at closing. 41 PLACE OF CLOSING This transaction is to be closed at the place designated by Buyer's mortgagee or no later than unless another date or place is agreed to in writing. 42 , 43 CLOSING PRORATIONS The following items shall be prorated at closing: real estate taxes, rents, water and sewer use charges, garbage pick44 up and other private and municipal charges, property owner's association assessments, fuel, payments under governmen tal agricultural programs 45 and . Any income, taxes or expenses shall accrue to Seller and be prorated through 46 the day prior to closing. Net general real estate taxes shall be prorated based on (the net general real estate taxes for the current year, if known, 47 otherwise on the net general real estate taxes for the preceding year) ( 48 ). STRIKE AND COMPLETE AS APPLICABLE CAUTION. If Property has not been fully assessed for 49 tax purposes (for example, recent land division or completed/pending reassessment) or if proration on the basis of net general real 50 estate taxes is not acceptable (for example, changing mill rate), insert estimated annual tax or other basis for proration. 51 PROPERTY CONDITION PROVISIONS 52 PROPERTY CONDITION REPRESENTATIONS: Seller represents to Buyer that as of the date of acceptance Seller has no notice or 53 knowledge of conditions affecting the Property or transaction other than those identified in Seller's Real Estate Con dition Report 54 dated , which was received by Buyer prior to Buyer signing this Offer and which is made a part of this Offer by reference 55 COMPLETE DATE OR STRIKE AS APPLICABLE 56 and INSERT CONDITIONS NOT ALREADY INCLUDED IN THE CONDITION REPORT
[page 2 of 5] 57 A ''condition affecting the Property or transaction'' is defined as follows: 58 (a) planned or commenced public improvements which may result in special assessments or otherwise materially affect the Pr operty or the 59 present use of the Property; 60 (b) government agency or court order requiring repair, alteration or correction of any existing condition; 61 (c) completed or pending reassessment of the Property for property tax purposes; 62 (d) structural inadequacies which if not repaired will significantly shorten the expected normal life of the Property; 63 (e) any land division involving the Property, for which required state or local approvals were not obtained; 64 (f) construction or remodeling on the Property for which required state or local approvals were not obtained; 65 (g) any portion of the Property being in a 100 year floodplain, a wetland or shoreland zoning area under local, state or federal regula tions; 66 (h) that a structure on the Property is designated as a historic building or that any part of the Property is in a historic district; 67 (i) material violations of environmental laws or other laws or agreements regulating the use of the Property; 68 ( j) conditions constituting a significant health or safety hazard for occupants of the Property; 69 (k) underground or aboveground storage tanks for storage of flammable, combustible or hazardous materials including but not limited to gasoline 70 and heating oil, which are currently or which were previously located on the Property; NOTE: The Wisconsin Administrative Code contains 71 registration and operation rules for such underground storage tanks. 72 (l) high voltage electric (100 KV or greater) or steel natural gas transmission lines located on but not directly serving the Property; 73 (m) material levels of hazardous substances located on Property or previous storage of material amounts of hazardous substances o n Property; 74 (n) other conditions or occurrences which would significantly reduce the value of the Property to a reasonable p erson with knowledge of the 75 nature and scope of the condition or occurrence. 76 PROPERTY DIMENSIONS AND SURVEYS: Buyer and Seller acknowledge that any Property, building or room dimensions, or total acreage 77 or building square footage figures, provided to Buyer or Seller may be approximate because of rounding or other reasons, unless verified by 78 survey or other means. Buyer also acknowledges that there are various formulas used to calculate total square footage of buildings and that total 79 square footage figures will vary dependent upon the formula used. CAUTION: Buyer should verify total square footage formula, Property, 80 building or room dimensions, and total acreage or square footage figures, if material to Buyer's decision to purchase. 81 INSPECTIONS: Seller agrees to allow Buyer's inspectors reasonable access to the Property upon reasonable notice if the inspections are 82 reasonably necessary to satisfy the contingencies in this Offer. Buyer agrees to promptly provide copies of all such inspection reports to Seller, and
83 to listing broker if Property is listed. Furthermore, Buyer agrees to promptly restore the Property to its original condition after Buyer's inspections are
84 completed, unless otherwise agreed with Seller. An "inspection" is defined as an observation of the Property which does not include testing of the 85 Property, other than testing for leaking carbon monoxide, or testing for leaking LP gas or natural gas used as a fuel so urce, which are hereby authorized. 86 TESTING: Except as otherwise provided, Seller's authorization for inspections does not authorize Buyer to conduct testing of the Property. A 87 ''test'' is defined as the taking of samples of materials such as soils, water, air or building materials from the Property and the laboratory or other 88 analysis of these materials. If Buyer requires testing, testing contingencies must be specifically provided for at lines 293 - 297 or in an addendum 89 per line 298. Note: Any contingency authorizing such tests should specify the areas of the Property to be tested, the purpose of the test, (e.g., to 90 go determine if environmental contamination is present), any limitations on Buyer's testing and any other material terms of the contingency (e.g., 91 Buyer's obligation to return the Property to its original condition). Seller acknowledges that certain inspections or tes ts may detect environmental 92 pollution which may be required to be reported to the Wisconsin Department of Natural Resources. 93 PRE-CLOSING INSPECTION: At a reasonable time, pre-approved by Seller or Seller's agent, within 3 days before closing, Buyer shall have the 94 right to inspect the Property to determine that there has been no significant change in the condition of the Property, except for ordinary wear and 95 tear and changes approved by Buyer, and that any defects Seller has elected to cure have been repaired in a good and work manlike manner. 96 ENVIRONMENTAL SITE ASSESSMENT: An "environmental site assessment" (also known as a "Phase I Site Assessment") (see lines 279 to 97 283) may include, but is not limited to: (1) an inspection of the Property; (2) a review of the ownership and use history of the Property, including a 98 search of title records showing private ownership of the Property for a period of 80 years prior to the visual inspection; (3) a review of historic and
99 recent aerial photographs of the Property, if available; (4) a review of environmental licenses, permits or orders issued with respect to the Property;
100 (5) an evaluation of results of any environmental sampling and analysis that has been conducted on the Property; and (6) a review to determine
101 if the Property is listed in any of the written compilations of sites or facilities considered to pose a threat to human health or the environment includ
102 ing the National Priorities List, the Department of Natural Resources' (DNR) registry of Abandoned Landfills, the DNR's Registry of Leaking 103 Underground Storage Tanks, the DNR's most recent remedial response site evaluation report (including the Inventory of S ites and Facilities Which 104 May Cause or Threaten to Cause Environmental Pollution). Any "environmental site assessment" performed under this Offer shall comply with 105 generally recognized industry standards (e.g. current American Society of Testing and Materials ''Standards for Environ mental Site Assessments for 106 Commercial Real Estate''), and state and federal guidelines, as applicable. CAUTION: Unless otherwise agreed an 107 ''environmental site assessment'' does not include subsurface testing of the soil or groundwater or other testing of the Property for 108 environmental pollution. 109 PROPERTY DAMAGE BETWEEN ACCEPTANCE AND CLOSING: Seller shall maintain the Property until the earlier of closing or occupancy 110 of Buyer in materially the same condition as of the date of acceptance of this Offer, except for ordinary wear and tear. If, prior to closing, the 111 Property is damaged in an amount of not more than five per cent (5%) of the selling price, Seller shall be obligated to repair the Property and 112 restore it to the same condition that it was on the day of this Offer. If the damage shall exceed such sum, Seller shall promptly notify Buyer in writ113 ing of the damage and this Offer may be canceled at the option of Buyer. Should Buyer elect to carry out this Offer despite such damage, Buyer 114 shall be entitled to the insurance proceeds relating to the damage to the Property, plus a credit towards the purchase price equal to the amount of 115 Seller's deductible on such policy. However, if this sale is financed by a land contract or a mortgage t o Seller, the insurance proceeds shall be 116 held in trust for the sole purpose of restoring the Property. A ''Fixture'' is an item of property which is physically attached to or so closely associated with land and improvements so as to be 117 FIXTURES 118 treated as part of the real estate, including, without limitation, physically attached items not easily removable without dama ge to the Property, items 119 specifically adapted to the Property, and items customarily treated as fixtures. A ''fixture'' does not include trade fixtures owned by tenants of the 120 Property. See Lines 11 to 17. 121 OCCUPANCY Occupancy of the entire Property shall be given to Buyer at time of closing unless otherwise provided in this Offer at lines 293 122 297 or in an addendum per line 298. Occupancy shall be given subject to tenant's rights, if any. 123 SPECIAL ASSESSMENTS Special assessments, if any, for work actually commenced or levied prior to date of this Offer shall be paid by Seller 124 no later than closing. All other special assessments shall be paid by Buyer. CAUTION: Consider a special agreement if area assessments, prop125 erty owner's association assessments or other expenses are contemplated. "Other expenses'' are one-time charges or ongoing use fees for pub126 lic improvements (other than those resulting in special assessments) relating to curb, gutter, street, sidewalk, sanitary and stormwater and storm 127 sewer (including all sewer mains and hook-up and interceptor charges), parks, street lighting and street trees, and impact fees for other public 128 facilities, as defined in Wis. Stat. § 66.55(1)(c) & (f).
[page 3 of 5] 129 PROPERTY ADDRESS: 130 OPTIONAL FINANCING CONTINGENCY: THE CONTINGENCY AT LINES 132 THROUGH 160 IS A PART OF THIS OFFER IF MARKED, SUCH 131 AS WITH AN "X,'' AT LINE 132. IT IS NOT PART OF THIS OFFER IF IT IS MARKED N/A OR LEFT BLANK. 132 FINANCING CONTINGENCY: This Offer is contingent upon Buyer being able to obtain: CHECK APPLICABLE FINANCING BELOW land contract financing from Seller at closing as further described at lines 136 to 153 and 161 to 168. 133 134 135 136 137 138 INSERT LOAN PROGRAM (fixed) (adjustable) STRIKE ONE rate first mortdays of acceptance of this Offer. gage loan commitment as further described at lines 136 to 149 and 154 to 178, within years, amortized The financing selected shall be in an amount of not less than $ for a term of not less than years. If the purchase price under this Offer is modified, the financed amount, unless otherwise provided, shall be over not less than adjusted to the same percentage of the purchase price as in this contingency and the monthly payments shall be adjusted as necessary to main% and monthly payments of principal and interest shall %. The initial interest rate shall be fixed for a
139 tain the term and amortization stated above. 140 IF FINANCING IS FIXED RATE the annual rate of interest shall not exceed 141 not exceed $ . 142 IF FINANCING IS ADJUSTABLE RATE the initial annual interest rate shall not exceed
% per year. The maximum interest rate during the months, at which time the interest rate may be increased not more than 143 Monthly 144 mortgage term shall not exceed %. Initial monthly payments of principal and interest shall not exceed $ 145 payments of principal and interest may be adjusted to reflect interest changes. 146 MONTHLY PAYMENTS MAY ALSO INCLUDE 1/12th of the estimated net annual real estate taxes, hazard insurance premiums, and private 147 mortgage insurance premiums. The mortgage may not include a prepayment premium. Buyer agrees to pay a loan fee in an amount not 148 to exceed % of the loan. (Loan fee refers to discount points and/or loan origination fee, but DOES NOT include Buyer's other closing 149 costs.) Note: Unless otherwise agreed, Buyer's delivery of any document labeled a loan commitment will satisfy this contingency. shall be paid at closing (in addition to earnest money), interest rate following payment 150 IF FINANCING IS BY LAND CONTRACT $ days for performance of any other 151 default shall be %, the default period shall be days for payments and 152 obligations. Interest shall be calculated on a prepaid basis. Any amount may be prepaid on principal without penalty at any time. Buyer under 153 154 155 156 157 158 159 161 162 163 164 165 166 167 168 169 170 171 172 173 174 175 stands that if the term of the land contract is shorter than the amortization period a balloon payment will be due at th e end of the term. LOAN COMMITMENT: Buyer agrees to pay all customary financing costs (including closing fees), to apply for financing promptly, and to provide evidence of application promptly upon request by Seller. If Buyer qualifies for the financing described in t his Offer or other financing acceptable to Buyer, Buyer agrees to deliver to Seller a copy of the written loan commitment no later than the deadline for loan commitment at line 135.
Buyer's delivery of a copy of any written loan commitment (even if subject to conditions) shall satisfy the Buyer's financing contingency
unless accompanied by a notice of unacceptability. CAUTION: BUYER, BUYER'S LENDER AND AGENTS OF BUYER OR SELLER SHOULD NOT DELIVER A LOAN COMMITMENT TO SELLER WITHOUT BUYER'S PRIOR APPROVAL OR UNLESS ACCOMPANIED BY A LAND CONTRACT: If this Offer provides for a land contract both Parties agree to execute a State Bar of Wisconsin Form 11 Land Contract, the terms of which are incorporated into this Offer by reference. Prior to execution of the land contract Seller shall provide the same evidence of merchantable title as required above and written proof, at or before execution, that the total underlying indebtedness, if any, is not in excess of the pro-
160 NOTICE OF UNACCEPTABILITY.
posed balance of the land contract, that the payments on the land contract are sufficient to meet all of the obligations of Seller on the underlying indebtedness, and that all creditors whose consent is required have consented to the land contract sale. Seller may terminate this Offer if creditor approval cannot be obtained. Seller may terminate this Offer if Buyer does not provide a written credit report which indicates that Buyer is credit worthy based upon reasonable underwriting standards within 15 days of acceptance. Buyer shall pay all costs of obtaining creditor approval and the credit report. Seller shall be responsible for preparation and the expense of preparation of all closing documentation, including the land contract. FINANCING UNAVAILABILITY: If financing is not available on the terms stated in this Offer (and Buyer has not already delivered an acceptable loan commitment for other financing to Seller), Buyer shall promptly deliver written notice to Seller of same including copies of lender(s)' rejection letter(s) or other evidence of unavailability. Unless a specific loan source is named in the financing contingency, Seller shall then have 10 days to give Buyer written notice of Seller's decision to finance this transaction on the same terms set forth in the financing contingency, and t his Offer shall remain in full force and effect, with the time for closing extended accordingly. If Seller's notice is not timely given, this Offer shall be null and void. Buyer authorizes Seller to obtain any credit information reasonably appropriate to determine Buyer's credit worthiness for Seller financing. SELLER TERMINATION RIGHTS: If Buyer does not make timely delivery of the loan commitment, Seller may terminate this Offer provided that
176 Seller delivers a written notice of termination to Buyer prior to Seller's actual receipt of a copy of Buyer's written lo an commitment. 177 NOTE: IF PURCHASE IS CONDITIONED ON BUYER OBTAINING FINANCING FOR OPERATIONS OR DEVELOPMENT CONSIDER ADDING
178 A CONTINGENCY FOR THAT PURPOSE.
179 180
TITLE EVIDENCE CONVEYANCE OF TITLE: Upon payment of the purchase price, Seller shall convey the Property by warranty deed (or other conveyance as
181 provided herein) free and clear of all liens and encumbrances, except: municipal and zoning ordinances and agreements en tered under them, 182 recorded easements for the distribution of utility and municipal services, recorded building and use restrictions and covenants, general taxes 183 in levied the year of closing and 184 (provided none of the 185 foregoing prohibit present use of the Property), which constitutes merchantable title for purposes of this transaction. Seller further agrees to com186 plete and execute the documents necessary to record the conveyance. WARNING: If Buyer contemplates improving or developing Property, 187 or a change in use, Buyer may need to address municipal and zoning ordinances, recorded building and use restrictions, covenants 188 and easements which may prohibit some improvements or uses. The need for building permits, zoning variances, environmental audits,
Page 4 of 5 189 etc., may need to be investigated to determine feasibility of improvements, development or use changes for Property. Contigencies 190 for investigation of these issues may be added to this offer. See lines 293 to 298. 191 FORM OF TITLE EVIDENCE: Seller shall give evidence of title in the form of an owner's policy of title insurance in the amount of the purchase 192 price on a current ALTA form issued by an insurer licensed to write title insurance in Wisconsin. CAUTION: IF TITLE EVIDENCE WILL BE GIVEN 193 BY ABSTRACT, STRIKE TITLE INSURANCE PROVISIONS AND INSERT ABSTRACT PROVISIONS. 194 PROVISION OF MERCHANTABLE TITLE: Seller shall pay all costs of providing title evidence. For purposes of closing, title evidence shall be 195 acceptable if the commitment for the required title insurance is delivered to Buyer's attorney or Buyer not less than 3 business days before clos196 ing, showing title to the Property as of a date no more than 15 days before delivery of such title evidence to be merchantable, subject only to liens 197 which will be paid out of the proceeds of closing and standard abstract certificate limitations or standard title insurance requirements and excep198 tions, as appropriate. CAUTION: BUYER SHOULD CONSIDER UPDATING THE EFFECTIVE DATE OF THE TITLE COMMITMENT PRIOR TO 199 CLOSING, A ''GAP ENDORSEMENT" TO THE TITLE COMMITMENT OR AN ESCROW CLOSING. 200 TITLE ACCEPTABLE FOR CLOSING: If title is not acceptable for closing, Buyer shall notify Seller in writing of objections to title by the time set for 201 closing. In such event, Seller shall have a reasonable time, but not exceeding 15 days, to remove the objections, and the time for closing shall be extend202 ed as necessary for this purpose. In the event that Seller is unable to remove the objections, Buyer shall have 5 days from receipt of notice thereof, to 203 deliver written notice waiving the objections, and the time for closing shall be extended accordingly. If Buyer does not waive the objections, this Offer 204 shall be null and void. Providing title evidence acceptable for closing does not extinguish Seller's obligations to give merchantable title to Buyer. DELIVERY/RECEIPT 205 Unless otherwise stated in this Offer, any signed document transmitted by facsimile machine (fax) shall be treated in all man206 ner and respects as an original document and the signature of any Party upon a document transmitted by fax shall be considered an original sig207 nature. Personal delivery to, or actual receipt by, any named Buyer or Seller constitutes personal delivery to, or actual receipt by Buyer or Seller. 208 Once received, a notice cannot be withdrawn by the Party delivering the notice without the consent of the Party receiving the notice. A Party may 209 not unilaterally reinstate a contingency after a notice of a contingency waiver has been received by the other Party. The delivery/receipt provi210 sions in this Offer maybe modified when appropriate (e.g., when mail delivery is not desirable (see lines 25 - 31)). Buyer and Seller author-
211 212 213 214 215 216 217 218 219 220 221 222 223 224 225 226 227 228 229 230 231 232 233 234 235 236 237 238 239 240 241 242 243 244 245 246 247 248 249 250 251 252 253 254 255 256 257 258 259
ize the agents of Buyer and Seller to distribute copies of the Offer to Buyer's lender, appraisers, title insurance companies and any other settlement service providers for the transaction. DATES AND DEADLINES Deadlines expressed as a number of ''days" from an event, such as acceptance, are calculated by excluding the day the event occurred and by counting subsequent calendar days. The deadline expires at midnight on the last day. Deadlines expressed as a specific number of ''business days'' exclude Saturdays, Sundays, any legal public holiday under Wisconsin or Federal law, and other day designated by the President such that the postal service does not receive registered mail or make regular deliveries on that day. Deadlines expressed as a specific number of "hours'' from the occurrence of an event, such as receipt of a notice, are calculated from the exact time of the event, and by counting 24 hours per calendar day. Deadlines expressed as a specific day of the calendar year or as the day of a specific event, such as closing, expire at midnight of that day. DEFAULT Seller and Buyer each have the legal duty to use good faith and due diligence in completing the terms and conditions of this Offer. A material failure to perform any obligation under this Offer is a default which may subject the defaulting party to liability for damages or other legal remedies. If Buyer defaults, Seller may: (1) sue for specific performance and request the earnest money as partial payment of the purchase price; or (2) terminate the Offer and have the option to: (a) request the earnest money as liquidated damages; or (b) direct Broker to return the earnest money and have the option to sue for actual damages. If Seller defaults, Buyer may: (1) sue for specific performance; or (2) terminate the Offer and request the return of the earnest money, sue for actual damages, or both. In addition, the Parties may seek any other remedies available in law or equity. The Parties understand that the availability of any judicial remedy will depend upon the circumstances of the situation and the discretion of the courts. If either Party defaults, the Parties may renegotiate the Offer or seek nonjudicial dispute resolution instead of the remedies outlined above. By agreeing to binding arbitration, the Parties may lose the right to litigate in a court of law those disputes covered by the arbitration agreement. NOTE: IF ACCEPTED, THIS OFFER CAN CREATE A LEGALLY ENFORCEABLE CONTRACT BOTH PARTIES SHOULD READ THIS DOCUMENT
CAREFULLY. BROKERS MAY PROVIDE A GENERAL EXPLANATION OF THE PROVISIONS OF THE OFFER BUT ARE PROHIBITED BY LAW FROM GIVING ADVICE OR OPINIONS CONCERNING YOUR LEGAL RIGHTS UNDER THIS OFFER OR HOW TITLE SHOULD BE TAKEN AT
CLOSING. AN ATTORNEY SHOULD BE CONSULTED IF LEGAL ADVICE IS NEEDED. EARNEST MONEY HELD BY: Unless otherwise agreed, earnest money shall be paid to and held in the trust account of the listing broker (buyer's agent if Property is not listed or seller it no broker is involved), until applied to purchase price or otherwise disbursed as provid ed in the Offer. CAUTION: Should
persons other than a broker hold earnest money, an escrow agreement should be drafted by the Parties or an attorney. If someone other
than Buyer makes payment of earnest money, consider a special disbursement agreement.
DISBURSEMENT: If negotiations do not result in an accepted offer, the earnest money shall be promptly disbursed (after clearance from payor's depository institution if earnest money is paid by check) to the person(s) who paid the earnest money. At closing, earnest money shall be disbursed
according to the closing statement. If this Offer does not close, the earnest money shall be disbursed according to a written disbursement agreement signed by all Parties to this Offer (Note: Wis. Adm. Code § RL 18.09(l)(b) provides that an offer to purchase is not a written disbursement agreement pursuant to which the broker may disburse). If the disbursement agreement has not been delivered to broker within 60 days after the date set for closing, broker may disburse the earnest money: (1) as directed by an attorney who has reviewed the transaction and does not represent Buyer or Seller; (2) into a court hearing a lawsuit involving the earnest money and all Parties to this Offer; (3) as directed by court order; or (4) any other
disbursement required or allowed by law. Broker may retain legal services to direct disbursement per (1) or to file an interpleader action per (2) and
broker may deduct from the earnest money any costs and reasonable attorneys fees, not to exceed $250, prior to disbursement. LEGAL RIGHTS/ACTION: Broker's disbursement of earnest money does not determine the legal rights of the Parties in relation to this Offer.
Buyer's or Seller's legal right to earnest money cannot be determined by broker. At least 30 days prior to disbursement per (1) or (4) above, broker shall send Buyer and Seller notice of the disbursement by certified mail. It Buyer or Seller disagree with broker's proposed disbursement, a lawsuit may be filed to obtain a court order regarding disbursement. Small Claims Court has jurisdiction over all earnest money disputes arising out of the
sale of residential property with 1-4 dwelling units and certain other earnest money disputes. The Buyer and Seller should consider consulting attorneys regarding their legal rights under this Offer in case of a dispute. Both Parties agree to hold the broker harmless from any liability for good faith disbursement of earnest money in accordance with this Offer or applicable Department of Regulation and Licensing regulations concerning earnest money. See Wis. Adm. Code Ch. RL 18. NOTE: WISCONSIN LICENSE LAW PROHIBITS A BROKER FROM GIVING ADVICE OR OPINIONS CONCERNING THE LEGAL RIGHTS OR OBLIGATIONS OF PARTIES TO A TRANSACTION OR THE LEGAL EFFECT OF A SPECIFIC CONTRACT OR CONVEYANCE. AN ATTORNEY SHOULD BE CONSULTED IF LEGAL ADVICE IS REQUIRED.
260 PROPERTY ADDRESS:
[page 5 of 5] 261 TIME IS OF THE ESSENCE "TIME IS OF THE ESSENCE" as to: (1) earnest money payment(s); (2) binding acceptance; (3) occupancy; 262 (4) date of closing; (5) contingency deadlines and all other dates and deadlines in this Offer except: STRIKE AS APPLICABLE . If ''Time is of the Essence'' 263 264 applies to a date or deadline, failure to perform by the exact date or deadline is a breach of contract. If ''Time is of the Essence'' does not apply 265 to a date or deadline, then performance within a reasonable time of the date or deadline is allowed before a breach occurs. 266 DOCUMENT REVIEW CONTINGENCY: This Offer is contingent upon Seller delivering the following documents to Buyer within days of acceptance: CHECK THOSE THAT APPLY 267 Documents evidencing that the sale of the Property has been properly authorized, if Seller is a business entity. 268 A complete inventory of all furniture, fixtures and equipment included in this transaction which is consistent with 269 representations made prior to and in this Offer. 270 Uniform Commercial Code lien search as to the personal property included in the purchase price, showing the Property 271 to be free and clear of all liens, other than liens to be released prior to or at closing. 272 Other 273 274 days of the earlier of receipt of the final record to be delivered or the dead275 This contingency shall be deemed satisfied unless Buyer, within 276 line for delivery of the documents, delivers to Seller a written notice indicating that this contingency has not been satisfied. The notice shall iden277 tify which document(s) have not been timely delivered or do not meet the standard set forth for the document(s). ENVIRONMENTAL EVALUATION/INSPECTION CONTINGENCY: This Offer is contingent upon: 278 279 280 281 282 283 284 285 286 287 288 CHECK THOSE THAT APPLY
A qualified independent environmental consultant of Buyer's choice conducting an environmental site assessment of the Property (see lines 96 to 108), at (Buyer's) (Seller's) expense STRIKE ONE , which discloses no defects. A defect is defined as a material violation of environmental laws, a material contingent liability affecting the Property arising under any environmental laws, the presence of an underground storage tank(s) or material levels of hazardous substances either on the Property or presenting a significant risk of contaminating the Property due to future migration from other properties. A qualified independent inspector of Buyer's choice conducting an inspection of the Property and , at (Buyer's) (Seller's) expense STRIKE ONE , which discloses no defects. A defect is defined as a structural, mechanical or other condition that would have a significant adverse effect on the value of the Property; that would significantly impair the health and safety of future occupants of the Property; or that if not repaired, removed or rep laced would significantly shorten or have a significantly adverse effect on the expected normal life of the Property. days of acceptance, delivers to Seller a copy of the environmental site This contingency shall be deemed satisfied unless Buyer, within
289 290 assessment/ inspection report(s) and a written notice listing the defect(s) identified in the environmental site assessment /inspection report(s) to 291 which Buyer objects. Defects do not include conditions the nature and extent of which Buyer had actual knowledge or writ ten notice before 292 signing the Offer. Buyer agrees to deliver a copy of the report and notice to listing broker, if Property is listed, promptly upon delivery to Seller. 293 ADDITIONAL PROVISIONS/CONTINGENCIES 294 295 296 297
is/are made part of this Offer. ADDENDA: The attached 298 299 THIS OFFER, INCLUDING ANY AMENDMENTS TO IT, CONTAINS THE ENTIRE AGREEMENT OF THE BUYER AND SELLER REGARDING 300 THE TRANSACTION. ALL PRIOR NEGOTIATIONS AND DISCUSSIONS HAVE BEEN MERGED INTO THIS OFFER. THIS AGREEMENT 301 BINDS AND INURES TO THE BENEFIT OF THE PARTIES TO THIS OFFER AND THEIR SUCCESSORS IN INTEREST. 302 This Offer was drafted on 303 (X) 304 Buyer's Signature Print Name Here: [date] by [Licensee and firm] Social Security No. or FEIN (optional) Date
305 (X) 306 Buyer's Signature Print Name Here: Social Security No. or FEIN (optional) 307 EARNEST MONEY RECEIPT Broker acknowledges receipt of earnest money as per line 8 of the above Offer. (See lines 236 - 259)
Date
308 Broker (By) 309 SELLER ACCEPTS THIS OFFER. THE WARRANTIES, REPRESENTATIONS AND COVENANTS MADE IN THIS OFFER SURVIVE CLOSING 310 AND THE CONVEYANCE OF THE PROPERTY. SELLER AGREES TO CONVEY THE PROPERTY ON THE TERMS AND CONDITIONS AS 311 SET FORTH HEREIN AND ACKNOWLEDGES RECEIPT OF A COPY OF THIS OFFER. 312 (X) 313 Seller's Signature 314 (X) 315 Seller's Signature Print Name Here: Social Security No. or FEIN (optional) Date
Print Name Here:
Social Security No. or FEIN (optional) on THIS OFFER IS COUNTERED [See attached counter] Date Seller Initials , , at
Date a.m./p.m.
316 This Offer was presented to Seller by 317 THIS OFFER IS REJECTED 318 Seller Initials
Date